SEC Form 4 · accession 0001140361-15-031690
NEWS CORP · NWSA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joel Klein
Director
Period of report
Aug 11, 2015
Accepted (ET)
Aug 13, 2015 · 4:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001564708
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Share UnitsF2,F1 | — | Aug 11, 2015 | A | 94,397 | A | Aug 15, 2015 | Aug 15, 2015 | Class A Common Stock | 94,397 | 94,397 | D |
Explanation of responses
- F1Each performance share unit is the economic equivalent of one share of News Corporation's Class A Common Stock.
- F2The performance share units were granted to the Reporting Person after the achievement of pre-determined performance measures over the three-year performance period and shall vest on August 15, 2015. The number of performance share units reported herein was adjusted in connection with the separation (the "Separation") of News Corporation from Twenty-First Century Fox, Inc. ("Fox") on June 28, 2013. The adjustment was based on the ratio of the closing price on June 28, 2013 of Fox's Class A common stock and the volume weighted average price of News Corporation's Class A common stock over a 10-day period ending on July 15, 2013.